SEC Form 4 · accession 0001476651-17-000060

FCB FINANCIAL HOLDINGS, INC. · FCB

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Stuart I Oran

Officer — Secretary · Director

Period of report

Nov 29, 2017

Accepted (ET)

Dec 1, 2017 · 4:32 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001476651

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock, par value $.001 per share	Nov 29, 2017	X	6,744	$24.24	A	13,848	D
Class A Common Stock, par value $.001 per share	Nov 29, 2017	S	3,102	$52.70	D	10,746	D
Class A Common Stock, par value $.001 per share	Nov 30, 2017	X	21,000	$26.18	A	31,746	D
Class A Common Stock, par value $.001 per share	Nov 30, 2017	S	10,433	$52.70	D	21,313	D
Class A Common Stock, par value $.001 per share^F4	Nov 30, 2017	S	13,909	$53.0905	D	7,404	D
Class A Common Stock, par value $.001 per share	Dec 1, 2017	X	10,000	$26.18	A	17,404	D
Class A Common Stock, par value $.001 per share	Dec 1, 2017	S	4,954	$52.85	D	12,450	D
Class A Common Stock, par value $.001 per share^F6	Dec 1, 2017	S	5,346	$52.4802	D	7,104	D
Class A Common Stock, par value $.001 per share^F7	holding	—	—		—	315	I	By Bond Street Management, LLC

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Common Stock Warrants (right to buy)^F8	$24.24	Nov 29, 2017	X	6,744	D	—	Nov 12, 2019	Class A Common Stock	6,744	201,322	D
Common Stock Warrants (right to buy)^F8	$26.18	Nov 30, 2017	X	21,000	D	—	Nov 12, 2019	Class A Common Stock	21,000	180,322	D
Common Stock Warrants (right to buy)^F8	$26.18	Dec 1, 2017	X	10,000	D	—	Nov 12, 2019	Class A Common Stock	10,000	170,322	D
Common Stock Warrants (right to buy)^F8	—	holding	—	—	—	—	Nov 12, 2019	Class A Common Stock	21,000	21,000	I
Common Stock Warrants (right to buy)^F8	—	holding	—	—	—	—	Nov 12, 2019	Class A Common Stock	21,000	21,000	I

Explanation of responses

F1On November 29, 2017, the reporting person exercised a warrant to purchase an aggregate of 6,744 shares of Class A Common Stock of FCB Financial Holdings, Inc. (the "Issuer") for $24.24 a share. The reporting person paid the exercise price on a cashless basis, resulting in the Issuer withholding 3,102 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 3,642 shares. The Issuer also paid $1.05 to the reporting person in lieu of fractional shares.
F2On November 30, 2017, the reporting person exercised a warrant to purchase an aggregate of 21,000 shares of Class A Common Stock of the Issuer for $26.18 a share. The reporting person paid the exercise price on a cashless basis, resulting the Issuer withholding 10,433 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 10,567 shares. The Issuer also paid $39 to the reporting person in lieu of fractional shares.
F3These sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 14, 2017.
F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $52.975 to $52.90, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (4) to this Form 4.
F5On December 1, 2017, the reporting person exercised a warrant to purchase an aggregate of 10,000 shares of Class A Common Stock of the Issuer for $26.18 a share. The reporting person paid the exercise price on a cashless basis, resulting the Issuer withholding 4,954 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 5,046 shares. The Issuer also paid $19.03 to the reporting person in lieu of fractional shares.
F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $52.35 to $52.60, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (6) to this Form 4.
F7This includes 315 shares of Class A Common Stock beneficially owned by the reporting person through Bond Street Management, LLC.
F8Exercisable in three substantially equal portions on each of the 6-month, 18-month and 30-month anniversaries of the consummation of the initial public offering. The exercise price at the 6-month anniversary of the consummation of the initial public offering is $24.24, the exercise price at the 18-month anniversary of the consummation of the initial public offering is $26.18 and the exercise price at the 30-month anniversary of the consummation of the initial public offering is $28.28.